A|N: while this chapter isn't so bad, there are some undertones to it. if that's something you aren't comfortable with please do us both a favor and click off now. if you enjoy consider dropping some feedback (:

Disclaimer: I own absolutely nothing.

Charlie hunched over, hands on her knees as she tried to catch her breath. She wondered for a moment if this was what one of Danny's asthma attacks felt like; not being able to breathe, your lungs grasping at any oxygen that came in. She was grateful that she didn't share her brother's aliment or she probably wouldn't have been able to partake in this activity for as long as she had been.

"Come on, Charlie, this is what you wanted right? The militia's not going to let you get your breath!"

Her uncle's voice brought her from her thoughts. He was one hundred percent right of course. With her newfound steely determination to find Danny she had asked Miles to teach her what he could about sword fighting and close combat. Truth was her crossbow was only good until she had to reload, and that had already gotten her in trouble before. She'd have to know how to use a sword against the militia. They certainly would.

With that thought in mind Charlie wiped a layer of sweat from her forehead and lunged forward. Despite her exhaustion her movements weren't nearly as clumsy as they had been when Miles first started teaching her. Then again, compared to his grace and deadly precision, everything seemed clumsy. He easily parried her attack and countered with one of his own forcing Charlie to make a hasty retreat. She took another breath in an attempt to calm herself before going after him again.

Nora and Aaron's protest for Miles to take it easy on her had long been silence. Nora's protest hadn't been much of protests to begin with, but she quickly saw that Charlie was determined. As determined as she had been when everything went to hell. Aaron merely gave up, seeing that he was dealing with too hard headed Mathesons. Charlie knew he meant well enough, but she was glad he left them to it. She was tired of being the moral compass and avoiding a battle. True she wasn't exactly thirsty for militia blood; but she was starting to understand that getting Danny back wasn't going to be without spilt blood on both sides and that meant she couldn't afford to be Emotional Charlie when the time came.

"C'mon Charlie!" Miles shouted, sensing Charlie's distraction. He lunged forward with a downward swing, forcing Charlie into a defensive position. "Stay focused!"

Charlie quickly found herself backed up against the rough bark of a tree, her own blade only centimeters from her face as Miles pressed down against her. She could feel his heated breath against her skin as she stared back into his eyes. From the look in his eyes you would have thought he was fighting against militia and not his niece. Her gaze flickered down to his lips and for the slightest of moments she found herself taking in his red, chapped lips, wondering when the last time they kissed someone was.

"Is this how you plan on beating Neville? You can't even hold your own against me" Miles spoke, his voice deep and low.

His words, the reminder of what she was going through all of this for, brought back her determination. Furrowing her brow, Charlie pushed back against Miles causing him to stumble a few steps. She wasn't sure if he was actually caught off guard by her aggression or simply allowed her the space. Although Miles Matheson giving her anything didn't seem likely. Either way Charlie took advantage, advancing on her uncle quickly.

She did her best to mimic his movements; she had seen him kill enough men by now. However she was also smaller and quicker on her feet than Miles which gave her a few more advantages if she could use them correctly. The assault continued and much to her surprise she had Miles making defensive parries and blocks. Dwelling on them wasn't allowed though, she had learned that after their first lesson. She was so excited that she had gotten in a position of power she failed to notice Miles change of tactic until she was flat on her ass looking up at him. This time would be different.

As if on cue she noticed a shift in the older man's body language. His muscles tensed and the quickest of glances down revealed a shift in the positioning of his feet. Charlie processed the information and prepared to counterattack his movement. She side-stepped his downward swing, his momentum carrying him forward. Following through, Charlie stuck her leg out in a sweeping motion causing Miles to fall backwards onto the forest floor. With a glare on her face Charlie pointed her sword at his neck, waiting for his surrender.

Now it was Miles who was breathing a bit heavy, the wind knocked out of him when he hit the ground hard. Putting his hands up in defense, he looked up at Charlie. The blue tank top she wore was drenched in sweat and clinging to her body. Her hips were outlined against the sun and her dirty blonde (or was it brunette?) hair was tied into a ponytail, a single loose strand clinging to her forehead. Her body glistened with sweat yet there was a deadly coolness in her eyes as she looked down at him, for a moment Miles felt a pang of guilt. She looked more like a fierce warrior than the girl who came to him for help in a Chicago bar.

"Alright you've got me. I surrender" he finally gave in. The guilt he had felt faded as the familiar smile that he associated with his niece appeared on her face.

"Ha!" Charlie declared, raising her sword to the sky in triumph. "I bested the Miles Matheson."

"Yeah, yeah kid. Don't let it go to your head" Miles commented as he pulled himself into a sitting position, rubbing the back of his head. "Besides I went easy on you."

After she sheathed her sword, Charlie looked back at Miles in amusement. Shaking her head, she crossed her arms over her chest. "No, I've seen you take it easy on me before. You were genuinely trying that time" she stated very matter-of-factly.

Miles stared back up at her before groaning and looking away. Charlie had learned it was his non-verbal way of admitting defeat and that caused her triumphant grin to grow even wider. When he again rubbed the back of his head, the triumphant grin faded into a concerned look as Charlie crouched down next to him.

"Are you okay? You hit the ground pretty hard" she leaned forward, moving her hand to feel the back of his head until Miles swatted her hand away.

"I'm fine, you think I can't handle a blow to the head?" he insisted, despite the throbbing pain inside his skull.

Charlie fixed a hard glare on him immediately. One thing that certainly had not changed since he met her was her determination. Now that she could wield a sword properly she was unlikely to ever back down to him on issues that mattered to her. He just hoped her new mindset also gave her vision on when it was okay to challenge him and when she had to just let him handle things without a protest. "If you have any sort of brain trauma we can't treat that. We barely have the resources to treat a small infection" she reprimanded. "Now hold still and let me see."

Miles grimaced but obliged. Letting out a sigh he allowed Charlie to asses him; both failing to realize exactly how close they were. She felt around, parting his hair for any signs of blood. When she found none, she resorted to tilting his head at certain angles and asking him how he felt. Clearly Charlie was no doctor but this seemed like a good way to check any immediate damage. When she began to ask him how many fingers she was holding up, Miles had enough.

"Alright Charlie, I went through your little tests. I'm fine" he stated, pushing her back a bit.

However, standing proved to be the ultimate test as immediately after bolting up to his feet, a sudden dizziness hit the older Matheson. Charlie quickly rose as well in an attempt to help her uncle but only became a victim as he collapsed forward, his larger mass sending them both to the ground. Luckily she was able to brace herself just enough so that she didn't suffer an injury as well. What she could prevent was Miles' body pressed fully against hers, his unconscious head buried into the crook of her neck.

Charlie's body was stiff her hands grazed against his biceps, gripping his forearm. It was an attempt to remove his body from hers but she found herself lingering for a second longer. She could feel the firm, tone muscle there and was taken by surprise at first. Miles wasn't obviously fit like Nate—or whatever his name was. She had just assumed years of hiding out and drinking beer…well clearly she was wrong.

"Okay…maybe not so fine" his mumbled grunt brought her back to reality, her hand letting go of him faster than she could blink. For some reason Charlie felt like she had been caught doing something wrong.

Miles slowly pulled himself together, raising his head from its spot against her neck. "Charlie—" His words trailed off as their eyes met. Perhaps he hadn't realized how close they were or that he had fallen on top of her in the first place. Now he found himself staring into the blue eyes that always pleaded with him to do the right thing. Yet, that seemed the furthest thoughts from his mind. It was nearly impossible to not be aware of the position they were in.

Then just as quickly as it came the moment was gone. Miles cleared his throat as he moved himself off of Charlie, who lay dazed on the floor for a second longer.

"You should, uh, probably go get Nora. She'll be able to better deal with this" he said, pointing to his head.

Charlie sat up and nodded, ignoring the urge to shoot a glance at her uncle. Dusting her hands off on her pants Charlie got up and started heading back towards camp. As she walked away she shot one last glance back at Miles. He was leaning against the nearest tree and staring off into the distance with an unreadable look on his face. At that moment she would have killed to know what he was thinking.

a|n: so what did you think? i'm hoping this will be a multi-chapter fic but with my muse, who knows. i didn't even know this pairing existed until after last monday's episode and after exploring the fandom i had to get some fic out. just some light hints and nudges for this chapter and we'll see how it progresses starting out as T but may switch to M depending what comes in the future.